PURPOSE OF THE AGREEMENT Joint Venture Revenue Share Agreement PURPOSE OF THE AGREEMENT To accelerate ADC to market by leveraging the mature Energy Services COntract (ESCO) industry in high-value domestic and international markets based upon the mechanism of an Energy Savings Performance Contract (ESPC). 9/28/16 Joint Venture ESCO Agreement Confidential

Part 1. Domestic ESCO Market The domestic ESCO market is currently $8.5 billion (est.) across all market segments. The lighting share of the ESCO market represents 3% ($255 million) of ESCO market share. Lighting as % of ESCO Market Share, 1990-2008 LINEAR LED LIGHTING REPRESENTS A NEW GENERATION OF LIGHTING TECHNOLOGY THAT WILL INCREASE LIGHTING AS % OF ESCO MARKET SHARE. 9/28/16 Joint Venture ESCO Agreement Confidential

1.1. Domestic ESCO Market (1990-2020) 2016 REVENUE PROJECTIONS $8.5 BILLION (est.) 9/28/16 Joint Venture ESCO Agreement Confidential

1.2. VALUE OF REMAINING DOMESTIC MARKET & FINANCE METHODS Finance Methods by Market Segment 9/28/16 Confidential Joint Venture ESCO Agreement

Part 2. International ESCO Market The international ESCO market is currently is measured in two general markets: G-20 / OCED Nations ROW (Rest of World) Lighting as % of ESCO Market Share follows similar patterns as in the U.S. THE INTERNATIONAL MARKET SHARE IN LINEAR LED LIGHTING WILL MIRROR U.S ESCO MARKET SHARE TRENDS. 9/28/16 Joint Venture ESCO Agreement Confidential

assuming 4-year payback and market transformation to LED lighting. 2.1. G-20 / OECD ESCO MARKET (PRELIMINARY) Value of remaining global ESCO lighting market is estimated at $559 billion, assuming 4-year payback and market transformation to LED lighting. 9/28/16 Joint Venture ESCO Agreement Confidential

2.2. International ESCO Market Share (ROW) LL SECTOR LIGHTING 3% Estimated Annual Actual 2012: $ 3.9 billion Targeted Annual: $16.8 billion 9/28/16 Joint Venture ESCO Agreement Confidential

Part 3. Linear Lighting Segment of ESCO Market Solid-State or Light-Emitting-Diode (LED) lighting is targeted to replace fluorescent lighting in most lighting applications by 2035 with a 52% reduction in energy usage. The ADC direct current (DC) power system offers a reduction in energy usages of 78% or more, offering greater value to the consumer. ADC Power Systems can cross over to additional high-value ESCO market segments. ADC Power System technologies will INCREASE lighting AS THE % OF MARKET SHARE in U.S. and international ESCO markets. 9/28/16 Joint Venture ESCO Agreement Confidential

3.1. LED LIGHTING FORECAST (US) 9/28/16 Joint Venture ESCO Agreement Confidential

3.2. LINEAR SUBMARKET SIZE – 1 BILLION TUBES 9/28/16 Joint Venture ESCO Agreement Confidential

Part 4. Case Study Methodology BENCHMARKING AGAINST INDUSTRY PRACTICES Case study methodology for LED linear submarket segment will benchmark ADC power systems against: (a) previous generations of linear T12, T8 and T5 lighting; (b) current (AC) LED linear T12, T8 and T5 lighting; and (c) ADC lighting installation data. 9/28/16 Joint Venture ESCO Agreement Confidential

4.1. ePROJECT DEVELOPMENT & MANAGEMENT 5 9/28/16 Joint Venture ESCO Agreement Confidential LL

4.2. BENCHMARKING ESCO LED LINEAR SUBMARKET SEGMENT 9/28/16 Joint Venture ESCO Agreement Confidential

4.2. MANAGING ESCO LED LINEAR SUBMARKET SEGMENT AT-SCALE 9/28/16 Joint Venture ESCO Agreement Confidential

ESCO PROJECT MODEL & REVENUE PROJECTIONS Part 5. Operating Methodology & Revenue Share Agreement ESCO PROJECT MODEL & REVENUE PROJECTIONS 9/28/16 Joint Venture ESCO Agreement Confidential

5.1. ESCO (ESPC) PROJECT MODEL (DOMESTIC & INTERNATIONAL) ESCO Project Revenue Share 9/28/16 Joint Venture ESCO Agreement Confidential

5.2. LED LINEAR LIGHTING ESPC PROJECT PROFILE & REVENUE SHARE 9/28/16 Joint Venture ESCO Agreement Confidential

Joint Venture ESCO Agreement Confidential 5.3. LED LINEAR LIGHTING ESPC REVENUE SHARE AT-SCALE TO $BILLION IN 5-YRS. 9/28/16 Joint Venture ESCO Agreement Confidential